Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
transaction | PWP | Class B-1 Common Stock | Award | $0 | +3.39M | $0.00 | 3.39M | Jun 24, 2021 | Class A Common Stock | 3.39K | PWP Professional Partners LP | F1, F2 | ||
transaction | PWP | Class B-2 Common Stock | Award | $0 | +842K | $0.00 | 842K | Jun 24, 2021 | Class A Common Stock | 842 | Red Hook Capital LLC | F1, F3 | ||
transaction | PWP | PWP Holdings LP Common Units | Award | $0 | +3.39M | $0.00 | 3.39M | Jun 24, 2021 | Class A Common Stock | 3.39M | PWP Professional Partners LP | F2, F4 | ||
transaction | PWP | PWP Holdings LP Common Units | Award | $0 | +842K | $0.00 | 842K | Jun 24, 2021 | Class A Common Stock | 842K | Red Hook Capital LLC | F3, F4 |
Id | Content |
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F1 | Concurrently with an exchange of PWP Holdings LP Common Units (which represent Class A partnership units of PWP Holdings LP) ("PWP OpCo Units") for shares of Class A common stock ("Class A Shares") or cash by a PWP Holdings LP unitholder ("Unitholder") who also holds shares of Class B-1 common stock ("Class B-1 Shares") or Class B-2 common stock ("Class B-2 Shares" and, together with Class B-1 Shares, "Class B Shares"), such Unitholder will be required to surrender to the Issuer a number of Class B Shares equal to the number of PWP OpCo Units exchanged, and such Class B Shares will be converted into Class A Shares or, at the option of the Issuer, for an equivalent amount of cash, which will be delivered to such Unitholder at a conversion rate of 0.001 Class A Share for one Class B Share. |
F2 | The Reporting Person disclaims beneficial ownership of the securities held by PWP Professional Partners LP, except to the extent of his pecuniary interest therein. |
F3 | The Reporting Person has shared voting and dispositive power over Red Hook Capital LLC ("Red Hook") through his shared control of Rosedale Partners LLC, the sole member of Red Hook. Each of the Reporting Person and Rosedale Partners LLC disclaims beneficial ownership of the securities held by Red Hook Capital LLC, except to the extent of their respective pecuniary interest therein. |
F4 | Subject to certain lock-up periods, PWP OpCo Units, upon the surrender of an equal number of Class B Shares, may be exchanged for Class A Shares on a one-for-one basis or, at the option of the Issuer, for an equivalent amount of cash. PWP OpCo Units do not expire. |
Chairman and Chief Executive Officer